strength momentum connectivity 2011 annual report we live in your world ANZ

Strength.
Momentum.
Connec tivity.
2011 ANNUAL REPORT
Directors’ Report
1
WHO WE ARE AND WHERE WE OPERATE
ANZ‘s history of expansion and growth stretches over 175 years.
ANZ‘s history of expansion and growth stretches over 175 years.
We have a strong franchise in Retail, Commercial and Institutional
We have a strong franchise in Retail, Commercial and Institutional
banking in our home markets of Australia and New Zealand and we
banking in our home markets of Australia and New Zealand and we
have been operating in Asia Paci c for more than 30 years.
have been operating in Asia Paci c for more than 30 years.
Today, ANZ operates in 32 markets globally. We are the third largest
Today, ANZ operates in 32 markets globally. We are the third largest
bank in Australia, the largest banking group in New Zealand and the
bank in Australia, the largest banking group in New Zealand and the
Paci c, and among the top 50 banks in the world.
Paci c, and among the top 50 banks in the world.
OUR SUPER REGIONAL STRATEGY
We articulated our super regional strategy in late 2007. The rationale
We articulated our super regional strategy in late 2007. The rationale
behind our strategy is simple – to deliver shareholders long-term
behind our strategy is simple – to deliver shareholders long-term
growth and di erentiated returns through connectivity with the
growth and di erentiated returns through connectivity with the
growth markets of Asia – returns we do not believe to be available
growth markets of Asia – returns we do not believe to be available

through a domestic-only strategy.
through a domestic-only strategy.
Our aspiration is for Asia Paci c, Europe & America sourced revenues to
Our aspiration is for Asia Paci c, Europe & America sourced revenues to
drive between 25 and 30% of Group earnings by the end of 2017.
drive between 25 and 30% of Group earnings by the end of 2017.
Connectivity is at the heart of ANZ’s strategy by being part of the
Connectivity is at the heart of ANZ’s strategy by being part of the
growth within Asia and supporting the increasing trade, investment
growth within Asia and supporting the increasing trade, investment
and people links between Asia and our major domestic markets
and people links between Asia and our major domestic markets
in Australia, New Zealand and the Paci c. This is re ected in the
in Australia, New Zealand and the Paci c. This is re ected in the
aspiration within our Institutional banking business to build the
aspiration within our Institutional banking business to build the
world’s best bank for customers driven by trade and capital  ows
world’s best bank for customers driven by trade and capital  ows
in the Asia Paci c region, particularly in resources, agribusiness
in the Asia Paci c region, particularly in resources, agribusiness
and infrastructure.
and infrastructure.
Having grown our Asia Paci c business signi cantly since 2007, ANZ is
Having grown our Asia Paci c business signi cantly since 2007, ANZ is
now working to realise the full potential of the super regional strategy
now working to realise the full potential of the super regional strategy
by expanding our geographic footprint while maintaining our strong
by expanding our geographic footprint while maintaining our strong
domestic franchises, increasing our management bench strength,
domestic franchises, increasing our management bench strength,

and continuing to focus on strong risk processes in order to build a
and continuing to focus on strong risk processes in order to build a
balanced exposure to Asia.
balanced exposure to Asia.
At the same time, we are continuing to invest in our international
At the same time, we are continuing to invest in our international
technology and operations hubs to support productivity gains across
technology and operations hubs to support productivity gains across
all our businesses.
all our businesses.
With the structural shift in the world economy as economic growth
With the structural shift in the world economy as economic growth
shifts from the West to the East, we believe we are in the right part
shifts from the West to the East, we believe we are in the right part
of the world, with the right strategy, at the right time.
of the world, with the right strategy, at the right time.
OUR PROGRESS
ANZ is the only Australian bank with a clearly articulated strategy to
ANZ is the only Australian bank with a clearly articulated strategy to
take advantage of Australia and New Zealand’s geographic, business
take advantage of Australia and New Zealand’s geographic, business
and cultural linkages with Asia, the fastest growing region in the world.
and cultural linkages with Asia, the fastest growing region in the world.
We have made signi cant progress in delivering our strategy since
We have made signi cant progress in delivering our strategy since
2007 and today our Asia Paci c, Europe & America business represents
2007 and today our Asia Paci c, Europe & America business represents
13% of Group pro t up from 7% in 2007.
13% of Group pro t up from 7% in 2007.
We have established a leadership team of international bankers

We have established a leadership team of international bankers
with a breadth of experience and a range of capabilities to grow in
with a breadth of experience and a range of capabilities to grow in
both our developed home markets and in the emerging markets of
both our developed home markets and in the emerging markets of
Asia. We created a new business structure in late 2008 focused on our
Asia. We created a new business structure in late 2008 focused on our
customers and core geographies supported by stronger governance
customers and core geographies supported by stronger governance
and risk controls suited to our aspirations.
and risk controls suited to our aspirations.
We have completed a number of strategic acquisitions in Asia,
We have completed a number of strategic acquisitions in Asia,
Australia and New Zealand which provide us with an enhanced
Australia and New Zealand which provide us with an enhanced
network, broader product capabilities and more customer
network, broader product capabilities and more customer
relationships across those three core geographies.
relationships across those three core geographies.
ANZ’s strategy and our  nancial strength provides us with the
ANZ’s strategy and our  nancial strength provides us with the
opportunity to continue expanding the support we provide to
opportunity to continue expanding the support we provide to
customers, driving superior long-term growth and di erentiated
customers, driving superior long-term growth and di erentiated
returns, and creating value for our shareholders and the communities
returns, and creating value for our shareholders and the communities
we work in.
we work in.
BUILDING A BANK OF GLOBAL QUALITY

WITH A REGIONAL FOCUS
ANZ Annual Report 2011
2
SECTION 1
Financial Highlights 5
Chairman’s Report 6
Chief Executive O cer’s Report 8
Directors’ Report 10
Remuneration Report 15
Corporate Governance Statement 46
SECTION 2
Review of Operations 65
Principal Risks and Uncertainties 76
Five Year Summary 84
SECTION 3
Financial Statements 86
Notes to the Financial Statements 92
Directors’ Declaration 209
Independent Auditor’s Report 210
SECTION 4
Financial Information 212
Shareholder Information 220
Glossary of Financial Terms 225
Alphabetical Index 228
CONTENTS
3
ANZ Annual Report 2011
Financial Highlights 5
Chairman’s Report 6
Chief Executive O cer’s Report 8

Directors’ Report 10
Remuneration Report 15
Corporate Governance Statement 46
4
ANZ Annual Report 2011
Financial Highlights
5
Financial Highlights
2011 2010
Pro tability
Pro t attributable to shareholders of the Company ($m) 5,355 4,501
Underlying pro t
1
($m) 5,652 5,025
Return on:
Average ordinary shareholders’ equity
2
15.3% 13.9%
Average ordinary shareholders’ equity (underlying pro t basis)
Average ordinary shareholders’ equity (underlying pro t basis)
1,2
1,2
16.2%
16.2%
15.5%
15.5%
Average assets 0.95% 0.86%
Total income 14.9% 14.3%
Net interest margin 2.46% 2.47%
Net interest margin (excluding Global Markets) 2.81% 2.74%

Underlying pro t per average FTE ($)
1
120,204 116,999
E ciency ratios
Operating expenses to operating income 47.4% 46.5%
Operating expenses to average assets 1.42% 1.39%
Operating expenses to operating income (underlying)
1

45.9%
45.9%
44.2%
44.2%
Operating expenses to average assets (underlying)
1

1.37%
1.37%
1.33%
1.33%
Credit impairment provisioning
Collective provision charge ($m) 7(4)
Individual provision charge ($m) 1,230 1,791
Total provision charge ($m) 1,237 1,787
Individual provision charge as a % of average net advances 0.32% 0.51%
Total provision charge as a % of average net advances 0.32% 0.50%
Ordinary share dividends (cents)
Interim – 100% franked (Mar 2010: 100% franked) 64 52
Final – 100% franked (Sep 2010: 100% franked) 76 74
Total dividend 140 126

Ordinary share dividend payout ratio
3
68.5% 71.6%
Underlying ordinary share dividend payout ratio
3
64.9% 64.1%
Preference share dividend ($m)
Dividend paid
4
12 11
1 Profit has been adjusted to exclude non-core items to arrive at underlying profit, the result for the ongoing business activities of the Group. These adjustments have been determined on a
consistent basis with those made in prior periods. The adjustments made in arriving at underlying earnings are included in statutory profit, and are therefore subject to audit within the context
of the Group statutory audit opinion. The external auditor has informed the Audit Committee that the adjustments are based on the guidelines released by the Australian Institute of Company
Directors (AICD) and the Financial Services Institute of Australia (FINSIA), and consistent with prior period adjustments.
2 Average ordinary shareholders’ equity excludes non-controlling interests and preference shares.
3 The 2011 dividend payout ratio is calculated using the March 2011 interim and the proposed September 2011 final dividend. The 2010 dividend payout ratio is calculated using the March 2010
interim and September 2010 dividend.
4 Represents dividends paid on Euro Trust Securities issued on 13 December 2004.
ANZ Annual Report 2011
6
Chairman’s Report
A MESSAGE FROM JOHN MORSCHEL
I am pleased to report that ANZ’s statutory pro t after tax for the
year ended 30 September 2011 was $5.4 billion, up 19% re ecting
a solid performance across the bank and continued improvement
in the credit environment. The  nal dividend of 76 cents per share
brings the total dividend for the year to 140 cents per share fully
franked, an increase of 11%.
ANZ’s underlying pro t for 2011, which takes into account various
one-o items which occurred during the year, was $5.6 billion,

up 12%.
ANZ remains strongly capitalised with a Tier 1 ratio as at 30 September
2011 of 10.9% and a Common Equity Tier 1 ratio of 8.5%, 0.8% and
0.5% respectively above 2010 levels. The Group is well placed to meet
new capital standards. ANZ is one of only a handful of banks globally
which retain a AA rating from all 3 credit ratings agencies.
Expansion and Growth
In 2011, we continued to advance our super regional strategy
through growth in Asia by increasing connectivity between Asia and
our key domestic franchises in Australia, New Zealand and the Paci c.
We were delighted to achieve a key milestone in our regional
expansion plans, most notably with the re-establishment of
our presence in India with the opening of our Mumbai branch
in June 2011.
This strategy is helping ANZ deliver more diversi ed earnings
by product, customer and geography together with growth in
our customer base. This year we set a new long-term aspiration
for revenues sourced from Asia Paci c, Europe & America to
drive 25-30% of Group pro t by 2017.
Customers and the Community
In 2011, ANZ maintained its momentum in delivering value for its
customers and for the community. In Australia, we continue to have
the highest level of retail customer satisfaction and further improved
customer satisfaction in New Zealand.
A number of the communities in which ANZ operates experienced
disasters during 2011. These included earthquakes in the Canterbury
region of New Zealand; the  oods in Queensland and throughout
eastern Australia; and the tsunami and nuclear emergency in Japan.
ANZ contributed to the relief e orts through donations, direct grants
and the e orts of many ANZ sta .

Our Corporate Responsibility framework continues to help guide
our decision making. New responsible lending policies will govern
our business lending to sensitive social and environmental sectors.
Australian Government support helped expand our work to assist
low income communities build their savings.
During 2011, ANZ was named as one of the most sustainable banks
globally in the Dow Jones Sustainability Index.
Our combined Annual Shareholder and Corporate Responsibility Review
provides an integrated view of how ANZ is managing  nancial and
non- nancial issues and is designed to represent ANZ’s performance
across all aspects of our business.
ANZ delivered increased pro t in 2011 while continuing to invest in the development of its
super regional strategy to deliver value for shareholders, customers and the community.
7
Chairman’s Report
Outlook
We expect the global economic uncertainty will continue well into
2012, however growth in Asia (excluding Japan) is forecast to continue
at an annual rate exceeding 7%, while growth in Europe and the
United States is expected to remain subdued. The Australian and New
Zealand economies are expected grow at over 3% and 2.5%
respectively.
As the uncertainties around sovereign debt in Europe continue to play
out, we expect continued volatility in world markets. This is  owing
through to higher funding costs and at the same time regulators
around the world are pushing ahead with new capital and liquidity
requirements for banks. These changes will increase capital costs,
ultimately placing further pressure on the fragile global economy.
Our unique super regional strategy positions us to take advantage
of the signi cant opportunities we expect to arise in Asia Paci c.

These will come from our exposure to growth markets, our strong
capital position and the experience of our international management
team. With the di cult global economic situation, however, it will
also be prudent to manage our business tightly.
ANZ has a clear direction and our results in 2011 demonstrate the
progress we are making in delivering value and performance for our
shareholders, our customers and the community.
These results also re ect the ongoing commitment and dedication
of our management team and the entire sta of ANZ and I would like
to take this opportunity to thank them for their e orts during the
year. My thanks also go to my fellow Directors for their commitment
and support during 2011.
JOHN MORSCHEL
CHAIRMAN
ANZ Annual Report 2011
8
Chief Executive O cer’s Report
A MESSAGE FROM MICHAEL SMITH
ANZ’s key customer franchises in Australia, New Zealand and Asia Paci c
produced solid performances in 2011.
Provision charges were 33% lower than 2010 which helped to drive
ANZ’s performance together with somewhat subdued revenue growth
of 7%. This was signi cantly impacted by the volatile global economic
situation in the second half of the year and like most banks in Australia
and around the world, conditions for our Institutional Markets trading
business deteriorated and impacted Group earnings.
While we would have liked a stronger performance in the last few
months of the year, we didn’t see the environment as one in which
it was prudent to expose ANZ to excessive risk.
We continued to invest heavily in our super regional strategy with

costs up by 11% although, re ecting the more di cult economic
environment later in the year, cost growth in the second half was
contained to 2%.
During 2011, we continued to strengthen our capital position and
improve diversity in our sources of funding including further growth
in deposits which now account for 61% of Group funding.
Importantly, we also saw a signi cant improvement in sta engagement.
Employee engagement increased from 64% to 70% and our goal is
to continue to improve this measure to meet the global best-in-class
standard in future years.
Regional Performance
In 2011 we produced solid results in each area of our business
highlighting the strength of our key franchises in Australia,
New Zealand and Asia Paci c.
In Australia, pro t increased 4% based on good cost management
and solid results in Retail and Commercial. In Wealth, pro ts fell
re ecting di cult market conditions and increased insurance costs
following the extreme weather events early in the year. Pleasingly, we
have continued to increase customer satisfaction in all segments and
despite increasing competition, we’ve maintained our number one
ranking for customer satisfaction in Retail.
In Asia Paci c, Europe & America, we maintained momentum with US
Dollar pro t up 22%. We are continuing to invest in Asia to build scale
and capability however, having completed the integration of
the Asian business we acquired from the Royal Bank of Scotland,
we are now managing expenses more tightly while still investing
for growth. The bene t of this investment is showing in the franchise
we are building.
In New Zealand, pro t rose by 50% driven by a large fall in provisions
and tight control of costs. The New Zealand economy is slowly

recovering but the environment is likely to remain soft for some time.
Nevertheless, we have a consistent focus on simpli cation and
e ciency within our New Zealand business and I’m optimistic about
what can be achieved.
Institutional pro t increased by 7%. The business is delivering more
diversi ed earnings by product, customer and geography, and
continued growth in our client base as a result of a clear strategy to
build the world’s best bank for clients driven by trade and capital  ows
in the Asia Paci c region, particularly in resources, agribusiness and
infrastructure. However, the key issue for Institutional in 2011 was
the fall in Global Markets earnings as a result of the extremely volatile
market conditions although this has been consistent with the
performances seen at other banks both domestically and globally.
Unique Growth Opportunities
ANZ’s super regional strategy is clear, consistent and aligned to
the economic opportunity in the Asia Paci c region. We are focused
on realising its full potential by successfully executing against that
strategy in all our key markets.
We believe the global economic di culties, the structural shift taking
place as world economic growth shifts from the West to the East
particularly China and India, and the subdued domestic environment
plays perfectly to ANZ’s strengths.
We have a portfolio, diversi ed by geography, businesses and
industry focus, which is increasingly connected so the sum is
greater than the parts.
ANZ’s super regional strategy and our  nancial strength provide us with unique
opportunities – opportunities which are open to very few banks in the world right now.
9
Chief Executive O cer’s Report
That diversi ed portfolio gives us options and choices to deliver

di erentiated revenue growth and shareholder value by building our
customer franchises in Australia and Asia while maintaining our strong
position in New Zealand. These growth options are simply not available
with a domestic-only strategy.
Our  nancial strength will provide us with opportunities for careful
strategic growth as capital-constrained international banks retreat
from our region.
The investment we have made in technology and our operations
hubs continues to support the transformation of our productivity
performance. This is already underway and we will also respond by
placing a stronger emphasis on generating on-going e ciencies
given the more constrained domestic conditions.
So we are optimistic about the future for ANZ. We have choices and
opportunities that are open to very few banks in the world right now
– but they are open to ANZ.
They create another window for ANZ to make a step change in growth,
to expand the support we provide to customers, to drive superior
long-term growth and di erentiated returns, and to create value for
our shareholders and the communities we work in.
MICHAEL SMITH
CHIEF EXECUTIVE OFFICER
ANZ Annual Report 2011
10
The Directors present their report together with the Financial Report of the consolidated entity (the Group), being Australia
and New Zealand Banking Group Limited (the Company) and its controlled entities, for the year ended 30 September 2011
and the Independent Auditor’s Report thereon. The information is provided in conformity with the Corporations Act 2001.
Principal Activities
The Group provides a broad range of banking and  nancial
products and services to retail, small business, corporate and
institutional clients.

The Group conducts its operations primarily in Australia and
New Zealand and the Asia Paci c region. It also operates in a
number of other countries including the United Kingdom and
the United States.
At 30 September 2011, the Group had 1,381 branches and
other points of representation worldwide excluding Automatic
Teller Machines (ATMs).
Results
Consolidated pro t after income tax attributable to shareholders
of the Company was $5,355 million, an increase of 19% over the
prior year.
Strong growth in pro t before credit impairment and income tax
of $521 million or 6% and a reduction in the credit provision of
$550 million with improvements across the New Zealand, Institutional
and Asia Paci c, Europe & America portfolios.
Balance sheet growth was strong with total assets increasing by
$62.8 billion (12%) and total liabilities increasing by $59.0 billion
(12%). Movements within the major components include:

Net loans and advances including acceptances increased by
$33.9 billion (9%) primarily driven by above system Australian
housing lending growth of $10.9 billion (7%) and Asia Paci c,
Europe & America growth of $11.7 billion (43%) across all
business lines.

Growth in customer deposits of $39.9 billion (16%) was
concentrated in the second half, and re ected growth in Retail,
Commercial and Institutional in Australia of $18.9 billion (12%)
as consumers and corporates deleverage and growth in Asia
Paci c, Europe & America of $18.2 billion (39%) driven by strong

momentum across the region.
Further details are contained on pages 65 to 75 of this Annual Report.
State of A airs
In the Directors’ opinion there have been no signi cant changes
in the state of a airs of the Group during the  nancial year.
Further review of matters a ecting the Group’s state of a airs is
also contained in the Review of Operations on page 65 to 75
of this
Annual Report.
Dividends
The Directors propose that a fully franked  nal dividend of 76 cents
per fully paid ordinary share will be paid on 16 December 2011.
The proposed payment amounts to approximately $1,999 million.
During the  nancial year, the following fully franked dividends were
paid on fully paid ordinary shares:
Type
Cents
per share
Amount before bonus
option plan adjustment
$m
Date of
payment
Final 2010 74 1,895 17 December 2010
Interim 2011 64 1,662 1 July 2011
The proposed  nal dividend of 76 cents together with the interim
dividend of 64 cents brings total dividends in relation to the year
ended 30 September 2011 to 140 cents fully franked.
Further details of dividends provided for or paid during the year
ended 30 September 2011 on ANZ’s ordinary and preference

shares are set out in notes 7, 27 and 28 to the  nancial statements.
Review of Operations
Review of the Group during the  nancial year and the results of
those operations, including an assessment of the  nancial position
and business strategies of the Group, is contained in the Chairman’s
Report, the Chief Executive O cer’s Report and the Review of
Operations of this Annual Report.
Directors’ Report
Directors’ Report
11
Events Since the End of the Financial Year
There were no signi cant events from 30 September 2011 to the
date of this report.
Future Developments
Details of likely developments in the operations of the Group and
its prospects in future  nancial years are contained in this Annual
Report under the Chairman’s and Chief Executive O cer’s Report.
In the opinion of the Directors, disclosure of any further information
would be likely to result in unreasonable prejudice to the Group.
Environmental Regulation
The Company recognises the expectations of its stakeholders –
customers, shareholders, sta and the community – to operate
in a way that mitigates the Company’s environmental impact.
The Company sets and reported against public targets regarding its
environmental performance.
The Company is subject to two relevant pieces of legislation. The
Company’s operations in Australia are categorised as a ‘high energy
user’ under the Energy E ciency Opportunities Act 2006 (Cth)
(EEO). The Company has a mandatory obligation to identify energy
e ciency opportunities and report to the Australian Federal

Government progress with the implementation of the opportunities
identi ed. As required under the legislation, the Company submitted
a  ve year energy e ciency assessment plan in 2006 and has
reported to the Government annually, every December, until the
end of the  ve year reporting cycle in December 2011. The Company
complies with its obligations under the EEO.
The National Greenhouse Energy Reporting Act 2007 (Cth) has been
designed to create a national framework for energy and associated
greenhouse gas emissions reporting. The Act makes registration
and reporting mandatory for corporations whose energy production,
energy use, or greenhouse gas emissions trigger the speci ed
corporate or facility threshold. The Company is over the corporate
threshold de ned within this legislation and as a result was required
to submit its  rst report on 31 October 2009. Subsequent reports
have been submitted in 2010 and 2011.
The Company’s operations are not subject to any site speci c or
license requirements which could be considered particular or
signi cant environmental regulation under any law of the Australian
Commonwealth Government or of any state or territory thereof.
The Company may become subject to environmental regulation
as a result of its lending activities in the ordinary course of business
or when enforcing securities over land. The Company has developed
policies to manage such environmental risks.
Having made due enquiry, and to the best of the Company’s
knowledge, no entity of the Group has incurred any material
environmental liability during the year.
Further details on the Company’s environmental performance,
including progress against its targets and details of its emissions
pro le are available on anz.com > About us > Corporate
Responsibility.

Directors’ Quali cations, Experience
and Special Responsibilities
At the date of this report, the Board comprises seven Non-Executive
Directors who have a diversity of business and community experience
and one Executive Director, the Chief Executive O cer, who has
extensive banking experience. The names of Directors and details of
their skills, quali cations, experience and when they were appointed
to the Board are contained on pages 47 to 49 of this Annual Report.
Details of the number of Board and Board Committee meetings
held during the year, Directors’ attendance at those meetings and
details of Directors’ special responsibilities, are shown on pages 47
to 58 of this Annual Report. No Directors retired during the 2011
 nancial year.
Details of directorships of other listed companies held by each
current Director in the three years prior to the end of the 2011
 nancial year are listed on pages 47 to 49.
ANZ Annual Report 2011
12
Company Secretaries’ Quali cations
and Experience
Currently there are three people appointed as Company Secretaries
of the Company. Details of their roles are contained on page 54. Their
quali cations and experience are as follows:

Bob Santamaria, BCom, LLB (Hons)
Group General Counsel and Company Secretary.
Mr Santamaria joined ANZ in 2007. He had previously been
a Partner at the law  rm Allens Arthur Robinson since 1987.
He was Executive Partner Corporate, responsible for client liaison
with some of Allens Arthur Robinson’s largest corporate clients.

Mr Santamaria brings to ANZ a strong background in leadership
of a major law  rm, together with signi cant experience in
securities, mergers and acquisitions. He holds a Bachelor of
Commerce and Bachelor of Laws (Honours) from the University of
Melbourne. He is also an A liate of Chartered Secretaries Australia.

Peter Marriott, BEc (Hons), FCA
Chief Financial O cer and Company Secretary.
Mr Marriott has been involved in the  nance industry for more
than 30 years. Mr Marriott joined ANZ in 1993. Prior to his career at
ANZ, Mr Marriott was a Partner in the Melbourne o ce of the then
KPMG Peat Marwick. He is a Fellow of the Institute of Chartered
Accountants in Australia and the Australian Institute of Banking
and Finance and a Member of the Australian Institute of Company
Directors. Mr Marriott is also a director of ASX Limited.

John Priestley, BEc, LLB, FCIS
Company Secretary.
Mr Priestley, a quali ed lawyer, joined ANZ in 2004. Prior to
ANZ, he had a long career with Mayne Group and held positions
which included responsibility for the legal, company secretarial,
compliance and insurance functions. He is a Fellow of Chartered
Secretaries Australia and also a member of Chartered Secretaries
Australia’s National Legislation Review Committee.
Non-audit Services
The Company’s Relationship with External Auditor Policy (which
incorporates requirements of the Corporations Act 2001) states that
the external auditor may not provide services that are perceived to
be in con ict with the role of the auditor. These include consulting
advice and sub-contracting of operational activities normally

undertaken by management, and engagements where the auditor
may ultimately be required to express an opinion on their own work.
Speci cally the policy:

limits the non-audit services that may be provided;


requires that audit, audit-related and permitted non-audit services
must be pre-approved by the Audit Committee, or pre-approved by
the Chairman of the Audit Committee (or up to a speci ed amount
by the Chief Financial O cer, the Deputy Chief Financial O cer,
the Head of External Reporting or the Head of Financial Policy
and Governance) and noti ed to the Audit Committee; and

requires the external auditor to not commence any engagement
for the Group, until the Group has con rmed that the engagement
has been pre-approved.
Further details about the policy can be found in the Corporate
Governance Statement on page 59.
The Audit Committee has reviewed a summary of non-audit services
provided by the external auditor for 2011, and has con rmed that
the provision of non-audit services for 2011 is consistent with the
Company’s Relationship with External Auditor Policy and compatible
with the general standard of independence for auditors imposed
by the Corporations Act 2001. This has been formally advised to the
Board of Directors.
The external auditor has con rmed to the Audit Committee that
they have:
implemented procedures to ensure they comply with
independence rules both in Australia and the United States; and

complied with domestic policies and regulations, together with
the regulatory requirements of the SEC, and ANZ’s policy regarding
the provision of non-audit services by the external auditor.
The non-audit services supplied to the Group by the Group’s external
auditor, KPMG, and the amount paid or payable by the Group by type
of non-audit service during the year ended 30 September 2011 are
as follows:
Amount paid/payable
$’000’s
Non-audit services 2011 2010
Collective provision review (on behalf of APRA)
Managed investment schemes distribution
model review
Review script for script audit validation model
and trust voting analysis models
R&D claim review
Review output from counterparty credit risk
review project
Presentations
Prudential standard impact assessment
Training courses
Accounting advice
Witness branch transfer of deposit boxes
Market Risk benchmarking review
Market Risk system capability review
Overseas branch registration regulatory assistance
Review of foreign exchange process in
overseas branch
101
81

46
40
20
18
11
9
5
4
–
–
–
–
–
–
–
–
–
–
–
–
82
–
50
30
2
8
Total 335 172
Further details on the compensation paid to KPMG is provided
in note 5 to the  nancial statements. Note 5 also provides details
of audit-related services provided during the year of $4.444 million

(2010: $2.819 million).
For the reasons set out above, the Directors are satis ed that the
provision of non-audit services by the external auditor during the
year ended 30 September 2011 is compatible with the general
standard of independence for auditors imposed by the Corporations
Act 2001.
DIRECTORS’ REPORT (continued)
Directors’ Report
13
Directors and O cers who were previously Partners
of the Auditor
Mr Marriott, the Company’s Chief Financial O cer, was a Partner
of KPMG at a time when KPMG was the auditor of the Company.
In particular, Mr Marriott was a Partner in the Melbourne o ce
of the then KPMG Peat Marwick prior to joining the Company
in 1993.
Chief Executive O cer/Chief Financial O cer
Declaration
The Chief Executive O cer and the Chief Financial O cer have
given the declarations to the Board concerning the Group’s  nancial
statements and other matters as required under section 295A(2) of
the Corporations Act 2001 and Recommendation 7.3 of the ASX
Corporate Governance Principles and Recommendations.
Directors’ and O cers’ Indemnity
The Company’s Constitution (Rule 11.1) permits the Company to
indemnify each o cer or employee of the Company against liabilities
(so far as may be permitted under applicable law) incurred in the
execution and discharge of the o cer’s or employee’s duties. It is the
Company’s policy that its employees should not incur any liability to
any third party as a result of acting in the course of their employment,

subject to appropriate conditions.
Under the policy, the Company will indemnify employees against any
liability they incur in carrying out their role. The indemnity protects
employees and former employees who incur a liability when acting as
an employee, trustee or o cer of the Company, another corporation
or other body at the request of the Company or a related body corporate.
The indemnity is subject to applicable law and in addition will not
apply to liability arising from:

serious misconduct, gross negligence, or lack of good faith;

illegal, dishonest or fraudulent conduct; or

material non-compliance with the Company’s policies, processes
or discretions.
The Company has entered into Indemnity Deeds with each of
its Directors, with certain secretaries and former Directors of the
Company, and with certain employees and other individuals who
act as directors or o cers of related bodies corporate or of another
company. To the extent permitted by law, the Company indemni es
the individual for all liabilities, including costs, damages and expenses
incurred in their capacity as an o cer of the company to which they
have been appointed.
The Company has indemni ed the trustees and former trustees of
certain of the Company’s superannuation funds and directors, former
directors, o cers and former o cers of trustees of various Company
sponsored superannuation schemes in Australia. Under the relevant
Deeds of Indemnity, the Company must indemnify each indemni ed
person if the assets of the relevant fund are insu cient to cover any
loss, damage, liability or cost incurred by the indemni ed person in

connection with the fund, being loss, damage, liability or costs for
which the indemni ed person would have been entitled to be
indemni ed out of the assets of the fund in accordance with the
trust deed and the Superannuation Industry (Supervision) Act 1993.
This indemnity survives the termination of the fund. Some of the
indemni ed persons are or were Directors or executive o cers
of the Company.
The Company has also indemni ed certain employees of the
Company, being trustees and administrators of a trust, from and
against any loss, damage, liability, tax, penalty, expense or claim
of any kind or nature arising out of or in connection with the
creation, operation or dissolution of the trust or any act or omission
performed or omitted by them in good faith and in a manner that
they reasonably believed to be within the scope of the authority
conferred by the trust.
Except for the above, neither the Company nor any related body
corporate of the Company has indemni ed or made an agreement
to indemnify any person who is or has been an o cer or auditor of
the Company against liabilities incurred as an o cer or auditor of
the Company.
During the  nancial year, and again since the end of the  nancial
year, the Company has paid a premium for an insurance policy
for the bene t of the directors and employees of the Company
and related bodies corporate of the Company. In accordance with
common commercial practice, the insurance policy prohibits
disclosure of the nature of the liability insured against and the
amount of the premium.
Rounding of Amounts
The Company is a company of the kind referred to in Australian
Securities and Investments Commission class order 98/100 (as

amended) pursuant to section 341(1) of the Corporations Act 2001.
As a result, amounts in this Directors’ Report and the accompanying
 nancial statements have been rounded to the nearest million dollars
except where otherwise indicated.
ANZ Annual Report 2011
14
Executive O cers’ and Employee Share and
Option Plans
Details of share options/rights issued over shares granted to the
Chief Executive O cer and Disclosed Executives, and on issue as
at the date of this report are detailed in the Remuneration Report.
Details of options/rights issued over shares granted to employees
and on issue as at the date of this report are detailed in note 46 of
the 2011  nancial report.
Details of shares issued as a result of the exercise of options/rights
granted to employees as at the date of this report are detailed in
note 46 of the 2011  nancial report.
Other details about the share options/rights issued, including any
rights to participate in any share issues of the Company, are set out
in note 46 of the 2011  nancial report. No person entitled to exercise
any option/right has or had, by virtue of an option/right, a right to
participate in any share issue of any other body corporate. The names
of all persons who currently hold options/rights are entered in the
register kept by the Company pursuant to section 170 of the
Corporations Act 2001. This register may be inspected free of charge.
DIRECTORS’ REPORT (continued)
Lead Auditor’s Independence Declaration
The lead auditor’s independence declaration given under section 307C of the Corporations Act 2001 is set out below and forms part of this
Directors’ Report for the year ended 30 September 2011.
THE AUDITOR’S INDEPENDENCE DECLARATION

Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001
To: the Directors of Australia and New Zealand Banking Group Limited
I declare that, to the best of my knowledge and belief, in relation to the audit for the  nancial year ended 30 September 2011, there have been:
(i) no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and
(ii) no contraventions of any applicable code of professional conduct in relation to the audit.
KPMG Peter Nash
Partner
Melbourne
2 November 2011
Remuneration Report
15
Contents
Remuneration Report – Summary (Unaudited) 16
Remuneration Structure and 2011 Outcomes 16
Non-Executive Directors 16
Chief Executive O cer and Disclosed Executives 16
CEO Actual Remuneration 16
Disclosed Executives Actual Remuneration 17
Short Term Incentive (STI) – Targets and Outcomes 20
Remuneration Report – Full (Audited) 22
Board Oversight of Remuneration 22
Non-Executive Directors 22
CEO and Disclosed Executives 23
1. Non-Executive Director Remuneration 23
1.1. Board Policy on Remuneration 23
1.2. Components of Non-Executive Director Remuneration 24
1.3. Shareholdings of Non-Executive Directors 25
1.4. Remuneration paid to Non-Executive Directors 26
2. CEO and Disclosed Executive Remuneration 28
2.1. Remuneration Guiding Principles 28

2.2. Performance of ANZ 28
2.3. Remuneration Structure Overview 29
2.4. Remuneration Components 30
2.5. CEO Remuneration 30
2.6. Disclosed Executive Remuneration 32
2.6.1. Fixed Remuneration 32
2.6.2. Variable Remuneration 33
2.6.3. Short Term Incentives (STI) 33
2.6.4. Long Term Incentives (LTI) 34
2.7. Clawback 35
2.8. Hedging and Margin Lending Prohibition 35
2.9. Shareholding guidelines 35
2.10. Equity Granted as Remuneration 36
2.11. Equity Valuations 37
2.12. Equity Vested/Exercised/Lapsed During 2011 38
2.13. Shareholdings of the CEO and Disclosed Executives 39
2.14. Legacy LTI Programs 40
2.15. Remuneration paid to the CEO and Disclosed Executives 42
3. Contract Terms 44
3.1. CEO’s Contract Terms 44
3.2. Disclosed Executives’ Contract Terms 44
REMUNERATION REPORT
ANZ Annual Report 2011
16
REMUNERATION REPORT  SUMMARY (Unaudited)
Remuneration Report – Summary (Unaudited)
This overview has been written to provide a clear and simple
summary of ANZ’s remuneration structure and the actual value
received from the various remuneration components by the
Non-Executive Directors (NEDs), the Chief Executive O cer (CEO)

and Disclosed Executives in 2010 and 2011. The term ‘Disclosed
Executives’ is used in this report to refer to these executives
other than the CEO. Detailed data is provided in the Directors’
Remuneration Report on pages 22 to 45.
Remuneration Structure and 2011 Outcomes
NONEXECUTIVE DIRECTORS
Full details of the fees paid to NEDs in 2010 and 2011 are provided
on page 24
of the Remuneration Report. In summary, the Chairman
receives a base fee which covers all responsibilities including all
Board committees. NEDs receive a base fee for being a Director of
the Board and additional fees for either chairing or being a member
of a committee, working on special committees and/or for serving
on a subsidiary Board. They do not receive any performance/incentive
payments and are not eligible to participate in any of the Group’s
incentive arrangements. All fees payable to NEDs fall within the fee
limit set by shareholders.
There has been no increase to the NED fee pool since 2008.
Based on an independent assessment of the competitiveness of
ANZ’s NED remuneration in comparison to other major companies
and forecast market movements, the Board elected to increase NED
fees for the 2011 year.
CHIEF EXECUTIVE OFFICER AND DISCLOSED EXECUTIVES
ANZ’s remuneration framework is designed to create and enhance
value for all ANZ stakeholders and to ensure there is strong alignment
between the short and long-term interests of shareholders and the
CEO and Disclosed Executives. A key feature of ANZ’s reward structure
is the role it plays in helping drive ANZ’s strategy to build a culture of
out-performance with integrity, by ensuring di erentiation of rewards
and recognition of key contributors. To achieve this, remuneration for

the CEO and Disclosed Executives is comprised of:
Fixed pay: This is the only ‘guaranteed’ part of the remuneration
package. ANZ positions  xed pay for the CEO and Disclosed
Executives against the median of the relevant  nancial services
market and based on internal relativities re ecting responsibilities,
performance, quali cations, experience and location.
The  nancial services market is considered the appropriate market
as this is the key pool of sourcing talent for ANZ, consisting of
companies operating in a similar regulatory environment to ANZ.
This market consists of companies where key talent may be lost to
and therefore competitive remuneration against these companies
is appropriate.
Short Term Incentive (STI): The STI provides an annual opportunity
for an incentive award. It is assessed against Group and individual
objectives and is awarded provided that there have been no
inappropriate behaviour or risk/compliance/audit breaches.
Long Term Incentive (LTI): The LTI provides an annual opportunity
for an equity award that aligns a signi cant portion of overall
remuneration to shareholder value over the longer term.
CEO ACTUAL REMUNERATION
Fixed pay: From 1 October 2010 the level of  xed annual pay for the
CEO was increased to $3.15 million from $3 million and was the  rst
adjustment since his commencement in 2007. The Board determined
that based on  xed remuneration remaining unchanged since
commencement, and the importance of rewarding the CEO
commensurate with his peers who have signi cant Asian experience,
it was appropriate to provide a  xed pay increase of 5%.
Short Term Incentive (STI): The CEO has an annual opportunity
to receive a bonus payment equivalent to the value of his  xed
remuneration, i.e. $3.15 million. The actual amount paid can increase

or decrease from this number dependent on his performance as
CEO and the performance of the organisation as a whole. Speci cally,
if, in the Board’s view the CEO has out-performed and exceeded his
targets, the Board may exercise its discretion to increase the STI
beyond his target payment.
The CEO’s STI payment for 2011 has been determined having regard
to his delivery against a balanced scorecard of objectives for the
year as well as the progress achieved in relation to ANZ’s long-term
strategic goals. The STI payment for 2011 will be $3.3 million with
$1.75 million paid in cash and the balance ($1.55 million) awarded
as deferred shares. Half the deferred shares will be restricted for one
year and half for two years.
Special Equity Allocation: At the 2008 Annual General Meeting,
shareholders approved an additional grant of 700,000 options to
the CEO at an exercise price of $14.18 and with a vesting date of
18 December 2011. No options have been granted subsequently.
Long Term Incentive (LTI): Three tranches of performance rights were
provided to the CEO in December 2007, covering his  rst three years
in the role. The  rst of these tranches was tested against a relative
Total Shareholder Return (TSR) hurdle after three years, i.e. December
2010. As a result of the testing, 258,620 performance rights vested at
a value of $6.117 million, based on the one day volume weighted
average price (VWAP) of $23.6535 per share on 17 December 2010
(19 December 2010 was a non-trading day) and were exercised during
the year. The other two tranches will be tested in December 2011 and
December 2012 respectively. There is no retesting of these grants.
At the 2010 Annual General Meeting shareholders approved an
LTI grant to the CEO equivalent to 100% of his 2010  xed pay, being
$3 million. This equated to a total of 253,164 performance rights
being allocated, which will be subject to testing against the relative

TSR hurdle after 3 years, i.e. December 2013.
Other: In addition to his standard remuneration arrangements,
the CEO was provided with additional equity as part of his original
sign-on arrangements to recognise remuneration forgone from
his previous employer in order to join ANZ. The CEO was o ered
$9 million on his commencement which could have been taken in
cash but which he elected to take as shares, with one third vesting
at his 1st, 2nd and 3rd anniversaries respectively. This equated to a
total of 330,033 ANZ shares at the time of grant when the share price
was $27.2751. The  rst and second tranches vested in October 2008
and October 2009 respectively. The third tranche vested on 2 October
2010. At that time, the value was $2.589 million, based on the one day
VWAP of $23.5385 per share on 1 October 2010 (2 October 2010 was
a non-trading day).
Remuneration Report
17
The following tables, relating to the CEO, show:

The actual amounts or grants made in respect of the years 2010 and 2011;

Any amounts which had to be deferred in respect of the years 2010 and 2011; and

The actual amounts received in respect of the years 2010 and 2011.
The information provided in this table is di erent from the information provided in the statutory remuneration table on page 42, which has
been prepared in accordance with Australian Accounting Standards.
Chief Executive O cer
(M Smith)
1,2
Fixed pay
($)

STI
($)
LT I
($)
Other grants
/bene ts
($)
TOTAL
($)
2011
Amounts paid or granted in respect of 2011 year
3,150,000 3,300,000 3,150,000
3
105,515
5
9,705,515
less amounts which must be deferred in respect of 2011 year
– 1,550,000 3,150,000
3
– 4,700,000
Amounts received in respect of 2011 year
3,150,000 1,750,000 –
3
105,515
5
5,005,515
2010
Amounts paid or granted in respect of 2010 year
3,000,000 4,750,000 3,000,000
4

5,500
5
10,755,500
less amounts which must be deferred in respect of 2010 year
– 2,250,000 3,000,000
3
– 5,250,000
Amounts received in respect of 2010 year
3,000,000 2,500,000 –
3
5,500
5
5,505,500
1 On commencement with ANZ, M Smith was granted three tranches of equity valued at $3 million each. The second tranche became available on 2 October 2009 – price at vesting $23.5600
(based on one day VWAP as at 2 October 2009). Therefore the value of this tranche at date of vesting was $2,591,859. The third tranche became available on 2 October 2010 – price at vesting
$23.5385 (based on one day VWAP as at 1 October 2010, as 2 October 2010 was a non-trading day). Therefore the value of this tranche at date of vesting was $2,589,494. These amounts are not
reflected in the table above as they relate to a specific equity arrangement associated with his commencement and are not a part of his standard remuneration arrangements.
2 Equity which has been previously disclosed in remuneration reports in prior years that first vested in 2011 included STI deferred shares granted 13 November 2009, valued at $1,074,274 at
vesting on 13 November 2010 (based on one day VWAP on 12 November 2010, as 13 November 2010 was a non-trading day) and LTI performance rights granted 19 December 2007, valued at
$6,117,268 at vesting on 19 December 2010 (based on one day VWAP on 17 December 2010, as 19 December 2010 was a non-trading day).
3 The 2011 LTI relates to the LTI grant that is proposed for 2011, subject to approval by shareholders at the 2011 Annual General Meeting.
4 The 2010 LTI relates to the LTI grant approved by shareholders at the 2010 Annual General Meeting.
5 Other grants/benefits includes car parking, life insurance and taxation services. The insurance coverage for M Smith was updated in 2011 to a full Life and Personal Accident Insurance Policy
which provides more comprehensive cover.
2012 Remuneration: The CEO’s  xed pay will remain unchanged
at $3.15 million for the year commencing 1 October 2011.
The STI target is 100% of  xed pay, therefore, for the 2012 year the
STI target will remain at $3.15 million. The actual payment will be
determined having regard to performance against relevant objectives
and targets for the 2012 year.

For 2011, it is proposed to allocate $3.15 million LTI to be delivered as
performance rights with a relative TSR hurdle, subject to shareholder
approval at the 2011 Annual General Meeting.
DISCLOSED EXECUTIVES ACTUAL REMUNERATION
CHIEF RISK OFFICER CRO
The CRO’s remuneration arrangements have been structured
di erently to other Disclosed Executives to preserve the
independence of this role and to minimise any con icts of interest.
The CRO’s role has a greater weighting on  xed pay with more limited
leverage for individual performance and none (either positive or
negative) for Group performance. In 2010, LTI awards were delivered
as unhurdled deferred shares and in 2011 (and beyond) will be
delivered as unhurdled deferred share rights, both with a three year
time based hurdle. The Company’s relative TSR performance hurdle
is not associated with the LTI award to ensure greater impartiality
and independence of this role.
ALL OTHER DISCLOSED EXECUTIVES
Fixed pay: A review identi ed that ANZ’s  xed remuneration levels
for Disclosed Executives were generally competitively positioned
within the market, and where they were not, appropriate adjustments
were made.
Short Term Incentive (STI): Disclosed Executives have an opportunity
to receive an on-target STI payment equivalent to 120% of their  xed
pay, with top performers able to receive incentive payments well above
the target level whereas weaker performers receive a signi cantly
reduced or no incentive payment at all. All incentives paid in the 2011
 nancial year related to performance from the 2010  nancial year, and
all deferred components are subject to the Board’s discretion to reduce
or adjust to zero before vesting. The total of STI payments for Disclosed
Executives for the 2011 year has decreased from 2010, re ecting the

link between performance and variable reward outcomes.
STI payments for Disclosed Executives are subject to a mandatory
deferral threshold (currently $200,000), with 50% of all amounts
above this threshold subject to deferral – half of the deferred equity
is restricted for a one year period and the other half of the deferred
equity is restricted for a two year period. This is designed to strengthen
the link between the STI award and longer term alignment with
shareholder interests.
Long Term Incentive (LTI): The target LTI is 50% of their  xed pay. This
dollar value is converted into an actual number of performance rights
using an independent and audited external valuation. These rights
are subject to a relative TSR performance hurdle that compares ANZ’s
performance with a selection of other comparable  nancial institutions
over the three year period following the grant. ANZ’s performance
ranking must be equal to the median for any rights to vest and at or
above the 75th percentile to fully vest. If the hurdle is achieved, the rights
are able to be exercised, and if not, they are forfeited. There is no retesting.
The LTI grants made in October 2007 were tested against the TSR
performance of the comparator group in October 2010. ANZ’s TSR
performance was ranked above the 75th percentile of the comparator
group. Accordingly, 100% of the performance rights vested in October 2010.
ANZ Annual Report 2011
18
REMUNERATION REPORT  SUMMARY (Unaudited)
The following tables cover those Disclosed Executives who were employed at the executive level for 2010 and 2011. The tables detail:

The actual amounts paid or granted in respect of the years 2010 and 2011;

Any amounts which had to be deferred in respect of the years 2010 and 2011; and

The actual amounts received in respect of the years 2010 and 2011.
The information provided in these tables is di erent from the information provided in the statutory remuneration table on page 42, which has
been prepared in accordance with Australian Accounting Standards.
Chief Executive O cer, Australia
(P Chronican)
1
Fixed pay
($)
STI
($)
LT I
($)
Other grants
/bene ts
($)
TOTAL
($)
2011
Amounts paid or granted in respect of 2011 year
1,300,000 1,600,000 650,000

5,744

3,555,744
less amounts which must be deferred in respect of 2011 year
– 700,000 650,000 – 1,350,000
Amounts received in respect of 2011 year
1,300,000 900,000 – 5,744 2,205,744
2010
Amounts paid or granted in respect of 2010 year

1,079,000 1,400,000 650,000 296,974 3,425,974
less amounts which must be deferred in respect of 2010 year
– 600,000 650,000
–
1,250,000
Amounts received in respect of 2010 year
1,079,000 800,000 – 296,974 2,175,974
Chief Executive O cer, Institutional
(S Elliott)
2
Fixed pay
($)
STI
($)
LT I
($)
Other grants
/bene ts
($)
TOTAL
($)
2011
Amounts paid or granted in respect of 2011 year
1,050,000 1,008,000 650,000 10,191 2,718,191
less amounts which must be deferred in respect of 2011 year
– 404,000 650,000 – 1,054,000
Amounts received in respect of 2011 year
1,050,000 604,000 – 10,191 1,664,191
2010
Amounts paid or granted in respect of 2010 year

1,000,000 2,500,000 550,000 12,334 4,062,334
less amounts which must be deferred in respect of 2010 year
– 1,150,000 550,000 – 1,700,000
Amounts received in respect of 2010 year
1,000,000 1,350,000 – 12,334 2,362,334
Chief Executive O cer, New Zealand
(D Hisco)
3
Fixed pay
($)
STI
($)
LT I
($)
Other grants
/bene ts
($)
TOTAL
($)
2011
Amounts paid or granted in respect of 2011 year
960,000 1,612,800 480,000 357,283 3,410,083
less amounts which must be deferred in respect of 2011 year
– 710,400 480,000 – 1,190,400
Amounts received in respect of 2011 year
960,000 902,400 – 357,283 2,219,683
2010
Not a Disclosed Executive in 2010
Remuneration Report
19

Chief Executive O cer, Asia Paci c, Europe & America
(A Thursby)
4
Fixed pay
($)
STI
($)
LT I
($)
Other grants
/bene ts
($)
TOTAL
($)
2011
Amounts paid or granted in respect of 2011 year
1,050,000 1,600,000 700,000 7,375 3,357,375
less amounts which must be deferred in respect of 2011 year
– 700,000 700,000 – 1,400,000
Amounts received in respect of 2011 year
1,050,000 900,000 – 7,375 1,957,375
2010
Amounts paid or granted in respect of 2010 year
1,000,000 2,500,000 550,000 23,570 4,073,570
less amounts which must be deferred in respect of 2010 year
– 1,150,000 550,000 – 1,700,000
Amounts received in respect of 2010 year
1,000,000 1,350,000 – 23,570 2,373,570
Deputy Chief Executive O cer
(G Hodges)

5
Fixed pay
($)
STI
($)
LT I
($)
Other grants
/bene ts
($)
TOTAL
($)
2011
Amounts paid or granted in respect of 2011 year
1,000,000 1,200,000 500,000 24,350 2,724,350
less amounts which must be deferred in respect of 2011 year
– 500,000 500,000 – 1,000,000
Amounts received in respect of 2011 year
1,000,000 700,000 – 24,350 1,724,350
2010
Amounts paid or granted in respect of 2010 year
1,000,000 1,140,000 500,000 17,309 2,657,309
less amounts which must be deferred in respect of 2010 year
– 470,000 500,000 – 970,000
Amounts received in respect of 2010 year
1,000,000 670,000 – 17,309 1,687,309
Chief Financial O cer
(P Marriott)
6
Fixed pay

($)
STI
($)
LT I
($)
Other grants
/bene ts
($)
TOTAL
($)
2011
Amounts paid or granted in respect of 2011 year
1,000,000 1,440,000 500,000 5,774 2,945,774
less amounts which must be deferred in respect of 2011 year
– 620,000 500,000 – 1,120,000
Amounts received in respect of 2011 year
1,000,000 820,000 – 5,774 1,825,774
2010
Amounts paid or granted in respect of 2010 year
1,000,000 1,140,000 500,000 2,595 2,642,595
less amounts which must be deferred in respect of 2010 year
– 470,000 500,000 – 970,000
Amounts received in respect of 2010 year
1,000,000 670,000 – 2,595 1,672,595
Chief Risk O cer
(C Page)
7
Fixed pay
($)
STI

($)
LT I
($)
Other grants
/bene ts
($)
TOTAL
($)
2011
Amounts paid or granted in respect of 2011 year
1,100,000 1,500,000 – 7,375 2,607,375
less amounts which must be deferred in respect of 2011 year
– 650,000 – – 650,000
Amounts received in respect of 2011 year
1,100,000 850,000 – 7,375 1,957,375
2010
Amounts paid or granted in respect of 2010 year
1,100,000 1,320,000 425,000 60,565 2,905,565
less amounts which must be deferred in respect of 2010 year
– 560,000 425,000 – 985,000
Amounts received in respect of 2010 year
1,100,000 760,000 – 60,565 1,920,565
ANZ Annual Report 2011
20
REMUNERATION REPORT  SUMMARY (Unaudited) (continued)
Short Term Incentive (STI) – Targets and Outcomes
ANZ uses a balanced scorecard to measure performance in relation to the Group’s main STI program. The scorecard provides a framework
whereby a combination of measures can be applied to ensure a broader long term strategic focus on driving shareholder value as well as
a focus on short term outcomes.
In 2011 there were four categories containing a total of 20 measures agreed at the beginning of the  nancial year and they have not been

changed. Each of the four categories are broadly equal in weight.
The following table provides examples of some of the key measures used in 2011 for assessing performance for the purpose of determining
bonus pools and also individual performance outcomes. The list is not comprehensive but provides examples of the measures under each of
the balanced scorecard categories.
1 P Chronican – P Chronican commenced on 30 November 2009 so 2010 payments reflect amounts received for the partial service for the 2010 year. Other grants/benefits includes car parking
and relocation expenses.
2 S Elliott – Other grants/benefits includes car parking and relocation expenses. Equity which has been previously disclosed in remuneration reports in prior years that first vested in 2011
included STI deferred shares granted 13 November 2009, valued at $25,566 at vesting on 13 November 2010 and STI deferred options granted 13 November 2009, valued at $2,796 at vesting
on 13 November 2010 (based on one day VWAP on 12 November 2010, as 13 November was a non-trading day). In addition to remuneration shown above, S Elliott received an equity grant in
2009 in accordance with his employment arrangements on joining ANZ. ANZ agreed to provide S Elliott with shares to the value of $125,000 deferred for one year and shares to the value of
$125,000 deferred for two years. The shares were granted on 11 June 2009. The one year deferred shares became available on 11 June 2010, valued at $172,589 at vesting. The two year deferred
shares became available on 11 June 2011, valued at $162,464 at vesting.
3 D Hisco – D Hisco commenced in role on 13 October 2010 so 2011 payments reflect amounts received for the partial service for the 2011 year. Other grants/benefits includes relocation
expenses such as flight and housing assistance, and taxation services. Equity which first vested in 2011 included STI deferred shares granted 13 November 2009, valued at $136,836 at vesting
on 13 November 2010 (based on one day VWAP on 12 November 2010, as 13 November was a non-trading day) and LTI performance rights granted 30 October 2007, valued at $634,134 at vesting
on 31 October 2010.
4 A Thursby – Other grants/benefits includes car parking and relocation expenses. Equity which has been previously disclosed in remuneration reports in prior years that first vested in 2011
included STI deferred shares granted 31 October 2008, valued at $308,051 at vesting on 31 October 2010, STI deferred shares granted 13 November 2009, valued at $613,871 at vesting on
13 November 2010 (based on one day VWAP on 12 November 2010, as 13 November was a non-trading day), STI deferred options granted 31 October 2008, valued at $635,420 at vesting on
31 October 2010 and LTI performance rights granted 30 October 2007, valued at $1,153,007 at vesting on 31 October 2010. In addition to remuneration shown above, A Thursby received an
equity grant in 2009 in accordance with his employment arrangements on joining ANZ. ANZ agreed to provide A Thursby with three separate tranches of deferred shares to the value of $1 million
per annum. The first tranche was made on 3 September 2007, the second on 28 August 2008 and the final tranche was granted on 22 September 2009. The shares are restricted and held in trust
for three years from the date of allocation. The first tranche became available on 3 September 2010, valued at $804,989 at vesting. The second tranche became available on 28 August 2011,
valued at $1,249,537 at vesting.
5 G Hodges – Other grants/benefits includes car parking and taxation services. Equity which has been previously disclosed in remuneration reports in prior years that first vested in 2011 included
STI deferred shares granted 13 November 2009, valued at $168,817 at vesting on 13 November 2010 (based on one day VWAP on 12 November 2010, as 13 November was a non-trading day),
STI deferred options granted 31 October 2008, valued at $261,641 at vesting on 31 October 2010, STI deferred share rights granted 31 October 2008, valued at $141,038 at vesting on 31 October
2010 and LTI performance rights granted 30 October 2007, valued at $1,441,258 at vesting on 31 October 2010.
6 P Marriott – Other grants/benefits includes car parking. Equity which has been previously disclosed in remuneration reports in prior years that first vested in 2011 included STI deferred shares
granted 31 October 2008, valued at $90,580 at vesting on 31 October 2010, STI deferred shares granted 13 November 2009, valued at $166,251 at vesting on 13 November 2010 (based on one

day VWAP on 12 November 2010, as 13 November was a non-trading day), STI deferred options granted 31 October 2008, valued at $186,886 at vesting on 31 October 2010 and LTI performance
rights granted 30 October 2007, valued at $1,441,258 at vesting on 31 October 2010.
7 C Page – Other grants/benefits includes car parking, relocation expenses and taxation services. Equity which has been previously disclosed in remuneration reports in prior years that first vested
in 2011 included STI deferred shares granted 13 November 2009, valued at $358,091 at vesting on 13 November 2010 (based on one day VWAP on 12 November 2010, as 13 November was a
non-trading day).
Category Measure Outcome
Customer Customer satisfaction
(based on external
survey outcomes)
ANZ aims to achieve top quartile customer satisfaction across each of its businesses based on external
survey outcomes. In 2011 ANZ maintained top quartile performance in Australia in the Retail, Commercial
and Institutional segments and in the Institutional segment in New Zealand. In New Zealand, satisfaction
in Retail improved and remained constant in Commercial, however, satisfaction levels were slightly
behind the other major banks.
Finance Tier 1 capital
Liquidity stress
testing policies
Core funding ratio
Underlying earnings
per share
Underlying
economic pro t
Total shareholder
return
Individual measures in the Finance category target both  nancial strength and  nancial performance
relative to peers and internal targets. In the current economic environment,  nancial strength measures
for Capital, Liquidity and Funding are regarded as particularly important. For each of those measures
the target was met or exceeded. ANZ is well capitalised with the Tier 1 ratio of 10.9% comfortably above
both internal targets and regulator requirements. Throughout the period ANZ has complied with internal
liquidity stress testing policies and has maintained its Core Funding Ratio at comfortable levels.

Underlying Earnings Per Share and Underlying Economic Pro t are each measured against strong growth
objectives set by the Board. Total Shareholder Return is measured against the mean of our Australian
peers. While ANZ’s EPS grew strongly (up 10% for the year), a signi cant decline in Global Markets trading
income, in line with global sector trends, in the last half dampened the growth. Economic Pro t is
measured against the Board approved Operating Plan and performance fell short due to Global Markets
income. While Statutory Pro t and Underlying Pro t grew 19% and 12% respectively year on year and
dividends increased 11%, the shareholder return lagged peers with share price growth reducing
somewhat after outperformance in 2010.
Remuneration Report
21
Category Measure Outcome
People Employee engagement
Percentage of women
in management
Corporate social
responsibility
An engaged workforce is regarded as an important driver of above average long term performance.
ANZ employee engagement increased from 64% in 2010 to 70% in 2011, above the 68% internal target.
ANZ is focused on increasing the diversity of its workforce and targeted an increase in women in
management; however results remained  at year on year. ANZ met its Corporate Responsibility Targets
for 2011.
Process/ Risk Underlying individual
provision charge
Number of high
severity IT incidents
Number of operational
incidents
Number of outstanding
internal audit items
The management of risk is fundamental to the ongoing stability of the banking industry. In this scorecard

category ANZ has measures for both credit and operating risk. In 2011 ANZ achieved a 33% reduction in
credit losses, compared to a target of 28%, with provisioning levels beginning to revert to pre-crisis levels.
This reduction was achieved despite the impact of a number of natural disasters in New Zealand and Australia.
High severity IT incidents reduced by 47%. ANZ Global Internal Audit conduct a rigorous review process
to identify any weaknesses in procedures and/or compliance with policies and in 2011 there was a
signi cant reduction in the number of outstanding internal audit items with the Group outperforming
against target.
Performance and Short Term Incentive Correlation
Short Term Incentive Payments for the CEO and Disclosed Executives on average were lower for 2011 than for the prior year. For 2011 the
average STI for the CEO and Disclosed Executives was 110% of target compared to 137% of target for the prior year. Whilst ANZ has had another
record year and pro ts have increased steadily, performance needs to be assessed across the full range of quantitative and qualitative measures.
The Board has given full consideration to the performance of the Group and the Disclosed Executives, and determined that whilst still
performing strongly, on balance the rewards should be reduced from prior year. The Board sets stretching growth targets for the Management
Team to drive strong, responsible and sustainable growth.
ANZ Annual Report 2011
22
REMUNERATION REPORT  FULL (Audited)
Remuneration Report – Full (Audited)
The Directors’ Remuneration Report is designed to provide shareholders with an understanding of ANZ’s remuneration policies which relate
to Key Management Personnel (KMP) as de ned under the Corporations Act and the link between remuneration and ANZ’s performance, along
with individual outcomes for ANZ’s Non-Executive Directors (NEDs), Chief Executive O cer (CEO) and Disclosed Executives.
This Remuneration Report has been prepared in accordance with section 300A of the Corporations Act for the Company and the consolidated
entity for 2010 and 2011.
The information provided in this Remuneration Report has been audited as required by section 308(3C) of the Corporations Act. This Remuneration
Report forms part of the Directors’ Report.
Board Oversight of Remuneration
The Human Resources (HR) Committee has responsibility for reviewing and making recommendations to the Board in relation to director
and executive remuneration, and executive succession (excluding the role of Group General Manager Global Internal Audit which is addressed
separately by the Board Audit Committee). The HR Committee speci cally makes recommendations to the Board on remuneration and
succession matters related to the CEO, and individual remuneration arrangements for other key executives covered by the Group’s

Remuneration Policy, the design of signi cant incentive plans (such as the ANZ Employee Reward Scheme (ANZERS) and the Institutional
Incentive Plan) and remuneration structures for senior executives and others speci cally covered by the Remuneration Policy (refer to page 57
of the Corporate Governance Report for more details about the Committee’s role, and anz.com > About Us > Our Company > Corporate
Governance > ANZ Human Resources Committee Charter, which details the terms of reference under which the HR Committee operates).
On a number of occasions throughout the year, the HR Committee and management received information from external providers (the
following advisors were used: Ernst & Young, Hay Group, Freehills, Mercer (Australia) Pty Ltd and PricewaterhouseCoopers). This information
related to remuneration market data and analysis, remuneration market practice regarding the structure and design of short term incentive
and long term incentive programs, analysis of legislative requirements in relation to executive remuneration, and interpretation of Australian
and global remuneration governance and regulatory requirements.
The HR Committee did not receive any recommendations from remuneration consultants during the year in relation to the remuneration
arrangements of KMP. ANZ employs in house remuneration professionals who analyse and interpret the information received from external
providers and where recommendations were provided to the Board, these were direct from management.
The Board’s decisions were made independently using the information provided and having careful regard to ANZ’s position, strategic
objectives and current requirements.
Non-Executive Directors
Throughout this report speci c disclosures are provided in relation to the remuneration of the Non-Executive Directors (NEDs) set out in Table 1,
who fall within the de nition of KMP of the Company and of the Group.
TABLE 1: NONEXECUTIVE DIRECTORS
Current Non-Executive Directors
J Morschel Chairman, Independent Non-Executive Director – Appointed Director October 2004;
Appointed Chairman 1 March 2010
G Clark Independent Non-Executive Director – Appointed February 2004
P Hay Independent Non-Executive Director – Appointed November 2008
H Lee Independent Non-Executive Director – Appointed February 2009
I Macfarlane Independent Non-Executive Director – Appointed February 2007
D Meiklejohn Independent Non-Executive Director – Appointed October 2004
A Watkins Independent Non-Executive Director – Appointed November 2008
Former Non-Executive Directors
C Goode Chairman, Independent Non-Executive Director – Appointed Director July 1991;
Appointed Chairman August 1995; Retired 28 February 2010

J Ellis Independent Non-Executive Director – Appointed October 1995; Retired 18 December 2009
Remuneration Report
23
CEO and Disclosed Executives
Throughout this report speci c disclosures are provided in relation to the remuneration of both the Chief Executive O cer (CEO) and the
other current and former executives set out in Table 2 below. The term ‘Disclosed Executives’ is used in this report to refer to these executives
other than the CEO.
The Disclosed Executives are those direct reports of the CEO with key responsibility for the strategic direction and management of a major
revenue generating Division or who control material revenue and expenses who fall within the de nition of KMP of the Company and of the
Group, and include the  ve highest paid executives in the Company and the Group (being the  ve highest paid, relevant Group and Company
executives who participate in making decisions that a ect the whole, or a substantial part, of the business of the Company or who have the
capacity to signi cantly a ect the Company’s  nancial standing).
The Group operates on a divisional structure with Australia, Asia Paci c, Europe & America (APEA), Institutional and New Zealand being the
major operating divisions.
TABLE 2: CEO AND DISCLOSED EXECUTIVES
Executive Director
M Smith Chief Executive O cer
Current Disclosed Executives
P Chronican Chief Executive O cer, Australia – appointed 30 November 2009
S Elliott Chief Executive O cer, Institutional
D Hisco Chief Executive O cer, New Zealand – appointed 13 October 2010
G Hodges Deputy Chief Executive O cer
P Marriott Chief Financial O cer
C Page Chief Risk O cer
A Thursby Chief Executive O cer, Asia Paci c, Europe & America
Former Disclosed Executives
J Fagg Former Chief Executive O cer, New Zealand – stepped down from role due to illness 1 September 2010
1. Non-Executive Director Remuneration
1.1. BOARD POLICY ON REMUNERATION
Table 3 sets out the key principles that underpin the Board’s policy on NED remuneration:

TABLE 3: PRINCIPLES UNDERPINNING THE REMUNERATION POLICY FOR NEDs
Principle Comment
Aggregate Board and
Committee fees are within
the maximum annual
aggregate limit approved
by shareholders
The current aggregate fee pool for NEDs of $3.5 million was approved by shareholders at the 2008 Annual
General Meeting. The annual total of NEDs’ fees, including superannuation contributions, is within this agreed
limit. NEDs are also eligible for other payments outside the limit such as reimbursement for business related
expenses, including travel, and retirement bene ts accrued as at September 2005.
Fees are set by reference
to key considerations
Board and Committee fees are set by reference to a number of relevant considerations including:

general industry practice and best principles of corporate governance;

the responsibilities and risks attaching to the role of NED;
the time commitment expected of the NEDs on Group and Company matters; and

reference to fees paid to other NEDs of comparable companies.
The remuneration structure
preserves independence
whilst aligning interests
of NEDs and shareholders
So that independence and impartiality is maintained, fees are not linked to the performance of the Company
and NEDs are not eligible to participate in any of the Group’s incentive arrangements. NEDs also have adopted
Shareholding Guidelines (refer section 1.3).
No retirement bene ts NEDs do not accrue separate retirement bene ts in addition to statutory superannuation entitlements.
(Refer to Table 4 for details of preserved bene ts for NEDs who participated in the ANZ Directors’ Retirement

Scheme prior to its closure in 2005).